Accession Number: | 0000899243-19-023972 |
Date: | 2019-09-17 |
Issuer: | CLOUDFLARE, INC. (NET) |
Original Submission Date: |
PELION VENTURES V, L.P.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURES V-A, L.P.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURES V FINANCIAL INSTITUTIONS FUND, L.P.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURE PARTNERS V, L.L.C.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURES V FINANCIAL INSTITUTIONS GP, L.L.C.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURES VI, L.P.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURES VI-A, L.P.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
PELION VENTURE PARTNERS VI, L.L.C.
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
MODERSITZKI BLAKE G
C/O PELION VENTURES
2750 E COTTONWOOD PARKWAY, SUITE 600
SALT LAKE CITY, UT 84121
Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
---|---|---|---|---|---|---|---|---|---|
CLASS A COMMON STOCK | 2019-09-17 | C | 831,641 | a | $0.00 | 831,641 | indirect | f2 | |
CLASS A COMMON STOCK | 2019-09-17 | C | 211,603 | a | $0.00 | 211,603 | indirect | f3 | |
CLASS A COMMON STOCK | 2019-09-17 | C | 252,550 | a | $0.00 | 252,550 | indirect | f4 |
Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
---|---|---|---|---|---|---|---|---|---|---|---|---|
SERIES A CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 314,480 (d) | class b common stock 314,480 | $0.00 | 0 | indirect | see footnote | ||
SERIES C CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 2,210,230 (d) | class b common stock 2,210,230 | $0.00 | 0 | indirect | see footnote | ||
SERIES D CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 831,641 (d) | class a common stock 831,641 | $0.00 | 0 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 2,524,710 (a) | class a common stock 2,524,710 | $0.00 | 2,826,097 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | P | 641,800 (a) | class a common stock 641,800 | $0.00 | 3,467,897 | indirect | see footnote | ||
SERIES A CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 80,016 (d) | class b common stock 80,016 | $0.00 | 0 | indirect | see footnote | ||
SERIES C CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 562,370 (d) | class b common stock 562,370 | $0.00 | 0 | indirect | see footnote | ||
SERIES D CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 211,603 (d) | class a common stock 211,603 | $0.00 | 0 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 642,386 (a) | class a common stock 642,386 | $0.00 | 719,071 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | P | 163,300 (a) | class a common stock 163,300 | $0.00 | 882,371 | indirect | see footnote | ||
SERIES A CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 95,500 (d) | class b common stock 95,500 | $0.00 | 0 | indirect | see footnote | ||
SERIES C CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 671,200 (d) | class b common stock 671,200 | $0.00 | 0 | indirect | see footnote | ||
SERIES D CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 252,550 (d) | class a common stock 252,550 | $0.00 | 0 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 766,700 (a) | class a common stock 766,700 | $0.00 | 858,224 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | P | 194,900 (a) | class a common stock 194,900 | $0.00 | 1,053,124 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | 0 ( ) | class a common stock 497,996 | $0.00 | 497,996 | indirect | see footnote | |||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | 0 ( ) | class a common stock 34,051 | $0.00 | 34,051 | indirect | see footnote |
ID | footnote |
---|---|
f1 | each share of series d convertible preferred stock automatically converted into class a common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |
f2 | the shares are held of record by pelion ventures v, l.p. (pv v). pelion venture partners v, l.l.c. (pvp v) is the general partner of pv v, and blake modersitzki is the manager member of pvp v. carl ledbetter, a director of the issuer, serves as a special advisor to an affiliate of pvp v. each of mr. modersitzki and dr. ledbetter share voting and dispositive power with respect to the shares held of record by pv v, but disclaims beneficial ownership of the securities held of record by pv v except to the extent of his individual pecuniary interest therein. |
f3 | the shares are held of record by pelion ventures v-a, l.p. (pv v-a). pvp v is the general partner of pv v-a, and blake modersitzki is the manager member of pvp v. dr. ledbetter, a director of the issuer, serves as a special advisor to an affiliate of pvp v. each of mr. modersitzki and dr. ledbetter share voting and dispositive power with respect to the shares held of record by pv v-a, but disclaims beneficial ownership of the securities held of record by pv v-a except to the extent of his individual pecuniary interest therein. |
f4 | the shares are held of record by pelion ventures v financial institutions fund, l.p. (pv v financial). pelion ventures v financial institutions gp, l.l.c. (pv v financial gp) is the general partner of pv v financial and blake modersitzki is the manager member of pv v financial gp. dr. ledbetter, a director of the issuer, serves as a special advisor to an advisor to an affiliate of pv v financial gp. each of mr. modersitzki and dr. ledbetter share voting and dispositive power with respect to the shares held of record by pv v financial, but disclaims beneficial ownership of the securities held of record by pv v financial except to the extent of his individual pecuniary interest therein. |
f5 | each share of series a convertible preferred stock automatically converted into class b common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |
f6 | each share of class b common stock is convertible at any time into class a common stock on a one-to-one basis at the reporting person's election and has no expiration date. |
f7 | each share of series c convertible preferred stock automatically converted into class b common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |
f8 | the shares are held of record by pelion ventures vi, l.p. (pv vi). pelion venture partners vi, l.l.c. (pvp vi) is the general partner of pv vi, and blake modersitzki is the manager member of pvp vi. dr. ledbetter, a director of the issuer, serves as a special advisor to an affiliate of pvp vi. each of mr. modersitzki and dr. ledbetter share voting and dispositive power with respect to the shares held of record by pv vi, but disclaims beneficial ownership of the securities held of record by pv vi except to the extent of his individual pecuniary interest therein. |
f9 | the shares are held of record by pelion ventures vi-a, l.p. (pv vi-a). pvp vi is the general partner of pv vi-a, and blake modersitzki is the manager member of pvp vi. dr. ledbetter, a director of the issuer, serves as a special advisor to an affiliate of pvp vi . each of mr. modersitzki and dr. ledbetter share voting and dispositive power with respect to the shares held of record by pv vi-a, but disclaims beneficial ownership of the securities held of record by pv vi-a except to the extent of his individual pecuniary interest therein. |